Pursuant to a written trackage rights agreement dated October 8, 2010, CSX
Transportation, Inc. (CSXT) has agreed to grant nonexclusive overhead trackage rights to Louisville & Indiana Railroad
Company (L&I) over CSXT’s lines of railroad as follows:(1) on CSXT’s Louisville Secondary, extending
between the point of connection with CSXT’s trackage
and L&I’s trackage at CSXT milepost QSL 4.0 and between
the point of connection with CSXT’s Louisville Secondary with CSXT’s
Indianapolis Terminal Subdivision at CP IU via Meridian Wye
at milepost QSL 0.0, a distance of 4.0 miles, then via either:(a) CSXT’s Indianapolis Terminal Subdivision
extending between milepost QI 283.9 at CP IU and milepost QS 12.5 at CP AN at
the west end of Avon Yard, a distance of approximately 12.5 miles; or (b)(i) CSXT’s Indianapolis Terminal Subdivision extending between
milepost QI 283.9 at CP IU and milepost QS 0.9 at CP IJ, (ii) the
Crawfordsville Branch extending between milepost QSC 0.7 at CP IJ and milepost
QSC 8.6 at CP South Hunt and, (iii) CXST’s Indianapolis Terminal Subdivision
extending between milepost QS 7.8 at South Hunt and milepost QS 12.5 at CP AN
at the west end of Avon Yard, a distance of approximately 13.5 miles; and (2) CSXT’s
Louisville Secondary extending between milepost QSL 4.0 and the point of
connection with the Indianapolis Belt Subdivision via Dale southeast wye or Dale northeast wye at
milepost QSL 1.7, a distance of 2.3 miles, then via either CSXT’s: (a)(i) Indianapolis Belt Subdivision extending between milepost
QIB 5.9 at Dale and milepost QIB 3.2 at CP Woods; (ii) Crawfordsville Branch
extending between milepost QSC 1.6 at CP Woods and milepost QSC 8.6 at South
Hunt; and (iii) Indianapolis Terminal Subdivision extending between milepost QS
7.8 at South Hunt and milepost QS 12.5 at CP AN at the west end of Avon Yard, a
distance of approximately 14.6 miles; or (b)(i)
Indianapolis Belt Subdivision extending between milepost QIB 5.9 at Dale and
milepost QIB 2.9 at CP 1; and (ii) Indianapolis Terminal Subdivision extending
between milepost QS 1.6 at CP 1 and milepost QS 12.5 at CP AN at the west end
of Avon Yard, a distance of approximately 13.9 miles.[1]The trackage rights
include Avon Yard trackage as designated by the CSXT
Avon Yardmaster at the time of each movement.

The transaction is expected
to be consummated on or after December 12, 2010, 30 days after the
exemption was filed.The purpose of the trackage rights agreement is to facilitate L&I’ s
movement of certain traffic for the account of the Indiana Rail Road Company in
an efficient and safe manner.

As a condition to this exemption, any employees
affected by the trackagerights will be protected by the conditions
imposed in Norfolk and Western Railway—Trackage
Rights—Burlington Northern, Inc., 354 I.C.C. 605 (1978), as modified in Mendocino
Coast Railway—Lease and Operate—California Western Railroad, 360 I.C.C. 653
(1980).

This notice is filed under 49 C.F.R. § 1180.2(d)(7).If the notice
contains false or misleading information, the exemption is void abinitio.Petitions to revoke the exemption under 49 U.S.C. § 10502(d) may be
filed at any time.The filing of a
petition to revoke will not automatically stay the effectiveness of the
exemption.Stay petitions must be filed
by December 3, 2010 (at least 7 days before the exemption becomes effective).

An original and 10 copies of
all pleadings, referring to Docket No. FD 35445,
must be filed with the Surface Transportation Board, 395 E Street, S.W., Washington, DC20423-0001.In addition, a copy of each pleading must be
served on Troy W. Garris, Weiner Brodsky SidmanKider PC, 2904 Corporate
Cir., Flower Mound, TX 75028.

Board decisions and notices are available on our
website at “WWW.STB.DOT.GOV.”

Decided:November 19, 2010.

By the Board,
Rachel D. Campbell, Director, Office of Proceedings.

[1]A redacted,
executed trackage rights agreement between CSXT and
L&I was filed with the notice of exemption.The unredacted version, as required by 49
C.F.R. § 1180.6(a)(7)(ii), was concurrently filed
under seal along with a motion for protective order.The motion is being addressed in a separate
decision.